You should read the following discussion and analysis of our financial condition
and results of operations together with our interim financial statements and the
related notes appearing under Item 1 of this Quarterly Report on Form 10-Q, and
our annual financial statements and the related notes along with the discussion
and analysis of our financial condition and results of operations contained in
our Annual Report on   Form 10-K   for the year ended December 31, 2020.
Otter Tail Corporation and its subsidiaries form a diverse group of businesses
with operations classified into three segments: Electric, Manufacturing and
Plastics. Our Electric business is a vertically integrated, regulated utility
with generation, transmission and distribution facilities to serve our customers
in western Minnesota, eastern North Dakota and northeastern South Dakota. Our
Manufacturing segment provides metal fabrication for custom machine parts and
metal components and manufactures extruded and thermoformed plastic products.
Our Plastics segment manufactures PVC pipe for use in, among other applications,
municipal and rural water, wastewater, and water reclamation projects.
COVID-19
We continue to monitor the progression of the novel coronavirus (COVID-19) and
its impact on our businesses, employees, customers, construction contractors and
vendors. As this pandemic continues, we are following the directives and advice
of government leaders and medical professionals and have adopted practices to
help curtail the spread of the virus and mitigate its impact on our communities,
employees, construction contractors, customers and business operations.
Beginning in March 2020, COVID-19 and the resulting economic conditions
negatively impacted operating results of our Manufacturing segment as customer
demand declined significantly in the second quarter of 2020. Sales volumes
strengthened in the third and fourth quarters of 2020 due to strong recreational
vehicle and lawn and garden end-market demand. Our Electric and Plastics
segments operating results were also impacted in 2020. Within our Electric
segment, we experienced reduced demand from commercial and industrial customers
and increased costs for bad debts. In our Plastics segment, we experienced lower
sales volumes in the second quarter of 2020 as distributors of our products
reduced inventory levels given the uncertainty of the potential impact of
COVID-19. Sales volumes recovered and gross profit margins increased in the
third and fourth quarters of 2020, and have continued to increase in 2021, due
to increased demand and supply disruptions.
The impact of COVID-19 and the resulting macroeconomic conditions on our
business and financial results began to ease in the first quarter of 2021 and
continued to do so through the third quarter of 2021. However, uncertainty
remains regarding the magnitude and duration of the pandemic and resulting
financial effects. Increased infection rates and any future responses to
mitigate the spread of the virus, including any potential vaccination mandates
that would apply to our employees, could impact our business and our financial
results in future periods.
Recently, the Department of Labor's Occupational Safety and Health
Administration ("OSHA") drafted an emergency temporary standard requiring all
employers with at least 100 employees to ensure their employees are fully
vaccinated or require weekly testing for unvaccinated employees. On October 12,
2021, OSHA sent a draft of the standard to the White House regulatory office for
approval and it is anticipated to be acted upon soon. Additionally, President
Biden issued an executive order on September 9, 2021, which requires employees
of certain federal contractors and covered subcontractors to be vaccinated, with
no weekly testing option, unless they have an approved disability or religious
exemption. We expect one, or both, of these new regulations will apply to at
least some, and possibly all, of our businesses. The exact impact the new
regulations could have on our companies is uncertain at this time. However, it
could result in employee attrition, difficulty fulfilling future labor needs,
additional costs related to compliance and may have an adverse effect on our
future operating results.
We continue to monitor developments involving our workforce, customers,
construction contractors, suppliers and vendors and the financial effects on our
business. However, due to the unprecedented and evolving nature of this
pandemic, we cannot predict the full extent of the impact COVID-19 will have on
our operating results, financial condition and liquidity.
RESOURCE MATERIAL AVAILABILITY AND PRICING
Supply shortages of steel and resin, two key material inputs to our
Manufacturing and Plastics segments, respectively, have impacted our operating
results in 2021.
Steel supply shortages arose primarily due to steel mill capacity reductions in
2020 in response to lower steel demand due to COVID-19. Production and
availability of steel have begun to improve as steel mill facilities have
increased production capacities in response to strong market demand for steel
products. The combination of steel supply shortages and strong demand has led to
significantly increased steel prices. The increase in steel prices has led to
increased sale prices for our products at BTD, our metal fabrication business
within our Manufacturing segment, as we pass along material cost increases to
our customers. In addition, limited steel availability has led to increased
complexity in managing our business, including our production schedules, and
other increased costs. We anticipate increased steel prices will continue
throughout the remainder of 2021 and into 2022.
Resin shortages initially arose as a result of production plant shutdowns due to
abnormally low temperatures and ice storms in the Gulf Coast region of the
United States in the first quarter of 2021 and have been exacerbated by
hurricane activity in the third quarter of the year. These supply constraints,
along with robust domestic and global demand for PVC resin, have led to
significantly increased resin prices. The increase in the price of resin, the
primary material input into the PVC pipe manufactured by our Plastics segment
businesses, along with strong customer demand for PVC pipe and low pipe
inventories, due to the resin supply constraints, have led to rapidly increased
sales prices for PVC pipe. The increase in sale prices has outpaced the increase
in resin costs, leading to expanding gross profit margins and a significant
increase in net earnings in our Plastics segment. We anticipate these market
dynamics will persist through the remainder of 2021 and continue during the
first half of 2022. We currently expect these conditions to subside beginning in
the second half of 2022.
The marketplace dynamics impacting both our Manufacturing and Plastics segments
are fluid and subject to change which may impact our operating results
prospectively.
                                                                            

20

--------------------------------------------------------------------------------


  Table of     Contents
RESULTS OF OPERATIONS - QUARTER TO DATE


Provided below is a summary and discussion of our operating results on a
consolidated basis followed by a discussion of the operating results of each of
our segments: Electric, Manufacturing and Plastics. In addition to the segment
results, we provide an overview of our Corporate costs. Our Corporate costs do
not constitute a reportable segment but rather consist of unallocated general
corporate expenses, such as corporate staff and overhead costs, the results of
our captive insurance company and other items excluded from the measurement of
segment performance. Corporate costs are added to operating segment totals to
reconcile to totals on our consolidated statements of income.
Intersegment transactions were not material in 2021 or 2020 and amounted to less
than $0.1 million of operating revenues and operating expenses for each period.
CONSOLIDATED RESULTS
The following table summarizes consolidated operating results for the three
months ended September 30, 2021 and 2020:
(in thousands)                                             2021               2020          $ change              % change

Operating Revenues                                 $ 316,294          $ 235,755          $ 80,539                  34.2  %
Operating Expenses                                   241,766            183,026            58,740                  32.1
Operating Income                                      74,528             52,729            21,799                  41.3
Interest Charges                                       9,648              8,568             1,080                  12.6
Nonservice Cost Components of Postretirement
Benefits                                                 505                842              (337)                (40.0)
Other Income                                             203              1,712            (1,509)                (88.1)
Income Before Income Taxes                            64,578             45,031            19,547                  43.4
Income Tax Expense                                    11,824              9,097             2,727                  30.0
Net Income                                         $  52,754          $  35,934          $ 16,820                  46.8  %


Operating Revenues increased $80.5 million primarily due to rising PVC pipe
prices and increased sales volumes within our Plastics segment and increased
volumes and material cost, leading to increased sales prices, in our
Manufacturing segment. Increased transmission services and wholesale revenues,
partially offset by decreased retail revenues, within our Electric segment also
contributed to higher operating revenues in the third quarter of 2021 compared
to the same period last year. See our segment disclosures below for additional
discussion of items impacting operating revenues.
Operating Expenses increased $58.7 million primarily due to increased costs of
products sold in our Manufacturing and Plastics segments due to increased raw
material costs and higher sales volumes, as well as increased labor costs.
Operating expenses in our Electric segment increased primarily due to higher
depreciation and amortization expense arising from our recent rate base
investments and higher operating and maintenance expenses. See our segment
disclosures below for additional discussion of items impacting operating
expenses.
Interest Charges increased $1.1 million due to interest expense from our $40.0
million long-term debt issuance in August 2020, a higher level of short-term
borrowings outstanding in 2021 compared to 2020 and a decrease in capitalized
interest in 2021 following the completion and placement in service of Astoria
Station in the first quarter of 2021.
Other Income decreased $1.5 million primarily due to lower earned equity AFUDC
due to the completion and placement in-service of Astoria Station in the first
quarter of 2021. During the construction of Astoria Station we earned AFUDC in
our Minnesota jurisdiction.
Income Tax Expense increased $2.7 million primarily due to increased income
before income taxes. Our effective tax rate was 18.3% in the third quarter of
2021 and 20.2% in the third quarter of 2020. The decrease in our effective tax
rate was driven by PTCs earned in the third quarter of 2021 from our Merricourt
wind farm, which was placed in service in the fourth quarter of 2020, partially
offset by other permanent differences. See   Note 8   to our consolidated
financial statements included in this Quarterly Report on Form 10-Q for
additional information regarding factors impacting our effective tax rate in
2021 and 2020.
                                                                            

21

--------------------------------------------------------------------------------


  Table of     Contents
ELECTRIC SEGMENT RESULTS
The following table summarizes Electric segment operating results for the three
months ended September 30, 2021 and 2020:
(in thousands)                                               2021                 2020          $ change              % change

Retail Revenues                                    $    96,438          $    99,605          $ (3,167)                 (3.2) %
Transmission Services Revenues                          13,300               12,288             1,012                   8.2
Wholesale Revenues                                       6,944                1,500             5,444                 362.9
Other Electric Revenues                                  2,093                1,830               263                  14.4
Total Operating Revenues                               118,775              115,223             3,552                   3.1
Production Fuel                                         17,698               11,554             6,144                  53.2
Purchased Power                                          9,878               13,428            (3,550)                (26.4)
Operating and Maintenance Expenses                      36,465               32,845             3,620                  11.0
Depreciation and Amortization                           17,874               15,647             2,227                  14.2
Property Taxes                                           4,474                4,333               141                   3.3
Operating Income                                   $    32,386          $    37,416          $ (5,030)                (13.4) %

                                                             2021                 2020            change              % change

Electric kilowatt-hour (kwh) Sales (in thousands)
Retail kwh Sales                                     1,076,580            1,075,336             1,244                   0.1  %
Wholesale kwh Sales - Company Generation               174,187               75,884            98,303                 129.5
Heating Degree Days                                          3                   61               (58)                (95.1)
Cooling Degree Days                                        463                  363               100                  27.5


The operating results of our Electric segment are impacted by fluctuations in
weather conditions and the resulting demand for electricity for heating and
cooling. The following table shows heating and cooling degree days as a percent
of normal for the three months ended September 30, 2021 and 2020.
                           2021         2020

Heating Degree Days      5.8  %     115.1  %
Cooling Degree Days    132.7  %     104.6  %


The following table summarizes the estimated effect on diluted earnings per
share of the difference in retail kwh sales under actual weather conditions and
expected retail kwh sales under normal weather conditions in 2021 and 2020, and
between years.
                                        2021 vs      2021 vs      2020 vs
                                        Normal        2020        Normal

Effect on Diluted Earnings Per Share $ 0.03 $ 0.02 $ 0.01




Retail Revenues decreased $3.2 million primarily due to the following:
•The recognition of $2.6 million of Minnesota transmission rider revenue in the
third quarter of 2020 resulting from a favorable judicial decision regarding the
state jurisdictional treatment of federally approved transmission projects.
•A $1.2 million decrease in fuel recovery revenues largely due to lower
purchased power costs and credits provided to retail customers from increased
margins on wholesale sales, but partially offset by increased recovery of higher
production fuel costs.
•A decrease in revenue from the combination of reduced demand from residential
and commercial and industrial customers, exclusive of the impact of weather, net
of the effect of a change in customer usage mix.
These decreases in revenue were partially offset by a $1.2 million increase in
consumption from the favorable impact of weather in the third quarter of 2021
compared to the same period last year.
Transmission Services Revenues increased $1.0 million primarily due to increased
generator interconnection revenues.
Wholesale Revenues increased $5.4 million as a result of a 129.5% increase in
wholesale sales volumes and a 101.7% increase in wholesale prices driven by
increased fuel costs and market demand for wholesale energy.
Production Fuel costs increased $6.1 million mainly as a result of a 41.4%
increase in kwhs generated from our fuel-burning plants due to higher demand and
favorable prices for energy in wholesale markets. In addition, increased fuel
cost per kwh also contributed to higher production fuel costs in the third
quarter of 2021.
Purchased Power costs to serve retail customers decreased $3.6 million primarily
due to a 48.9% decrease in the volume of purchased power as our recent capacity
additions provide additional generation resources to serve customer demand and
market conditions led to operating our
                                                                            

22

--------------------------------------------------------------------------------


  Table of     Contents
existing facilities at higher capacity factors in lieu of purchasing power at
higher market prices, but partially offset by an increase in the cost of
purchased power per kwh in the third quarter of 2021.
Operating and Maintenance Expense increased $3.6 million mainly due to:
•$1.4 million of Merricourt and Astoria Station operating and maintenance
expenses incurred in the third quarter of 2021 as these facilities are now
commercially operational.
•$2.1 million of maintenance costs arising from our planned outage at Big Stone
plant, which began in the third quarter of 2021 and we expect will be completed
in the fourth quarter of the year.
•Other additional expenses include an increase in transmission tariff expense
from higher transmission volumes and increased travel costs as business travel
recovers from the impact of COVID-19.
These expense increases were partially offset by, among other items, lower
operating costs following the closure of Hoot Lake Plant in May 2021 and lower
bad debt expense due to improving customer collections as the economic impact of
COVID-19 has eased.
Depreciation and Amortization expense increased $2.2 million primarily due to
Merricourt and Astoria Station being placed in service in the fourth quarter of
2020 and the first quarter of 2021, respectively.
MANUFACTURING SEGMENT RESULTS
The following table summarizes Manufacturing segment operating results for the
three months ended September 30, 2021 and 2020:
(in thousands)                                            2021              2020          $ change              % change

Operating Revenues                                 $ 89,977          $ 59,849          $ 30,128                  50.3  %
Cost of Products Sold (excluding depreciation)       70,148            44,444            25,704                  57.8
Other Operating Expenses                             10,161             6,901             3,260                  47.2
Depreciation and Amortization                         3,794             3,759                35                   0.9
Operating Income                                   $  5,874          $  4,745          $  1,129                  23.8  %


Operating Revenues increased $30.1 million primarily due to a 41.3% increase in
material costs at BTD, which is passed through to customers, as steel prices
increased significantly from the previous year. Steel prices have increased as
steel mill production has not matched customer demand as mill capacity recovers
from shutdowns in 2020 resulting from the COVID-19 pandemic. A 4.0% increase in
sales volumes and an increase in scrap revenues, primarily due to higher scrap
metal prices, also contributed to the increase in operating revenues. We
anticipate steel prices will remain elevated for the remainder of 2021 and into
2022. Increased horticultural product sales volumes at T.O. Plastics in 2021,
driven by increasing customer demand, as well as increased sales prices also
contributed to increased operating revenues in 2021 as compared to 2020.
Cost of Products Sold increased $25.7 million primarily due to increased volumes
and higher material, labor and freight costs at BTD. The increase in material
cost is largely driven by increased steel prices as mentioned above. The
increases in labor and freight costs and lower productivity resulted in lower
gross profit margins compared to the same period in 2020. Lower productivity
during the period was primarily the result of recent increases in headcount and
the time required for new employee to achieve peak productivity. Increased sales
volumes and production activity at T.O. Plastics also contributed to the
increase in cost of products sold in 2021.
Other Operating Expenses increased $3.3 million in the third quarter of 2021
compared to 2020. In the third quarter of 2021 other operating expenses were
impacted by increased incentive based compensation and other costs necessary to
support higher business volumes.
PLASTICS SEGMENT RESULTS
The following table summarizes Plastics segment operating results for the three
months ended September 30, 2021 and 2020:
(in thousands)                                             2021              2020        $ change            % change

Operating Revenues                                 $ 107,542          $ 60,693          $ 46,849                  77.2  %
Cost of Products Sold (excluding depreciation)        64,064            42,415            21,649                  51.0
Other Operating Expenses                               3,832             3,250               582                  17.9
Depreciation and Amortization                          1,099               905               194                  21.4
Operating Income                                   $  38,547          $ 14,123          $ 24,424                 172.9  %


Operating Revenues increased $46.8 million, primarily due to a 103.6% increase
in the price per pound of PVC pipe sold. The increase in sale prices was largely
due to the combination of PVC resin supply constraints, which has led to limited
PVC pipe inventory, and strong demand for PVC pipe products. Resin supply in the
third quarter of 2021 was negatively impacted by disruptions caused by Hurricane
Ida in the Gulf Coast region, which compounded supply constraints that began in
the first quarter of 2021 as a result of plant shutdowns caused by extreme
winter weather. Pounds of pipe sold in the third quarter of 2021 decreased 13.0%
from the same period last year. We anticipate sales prices will remain elevated
throughout the remainder of 2021 and into 2022, as resin suppliers work to
fulfill purchase allotments and pipe manufacturers continue to replenish
depleted inventories while customer demand remains strong.
Cost of Products Sold increased $21.6 million primarily due to increased PVC
resin and other input material costs per pound, which increased 91.7% compared
to the same period in the previous year. Increases in labor and freight costs in
2021 also contributed to the increase in cost of products sold.
                                                                            

23

--------------------------------------------------------------------------------


  Table of     Contents
Other Operating Expenses increased $0.6 million as a result of an increase in
variable costs associated with the increased financial results in 2021.
CORPORATE COSTS
The following table summarizes Corporate operating results for the three months
ended September 30, 2021 and 2020:
(in thousands)                        2021         2020      $ change      % change

Other Operating Expenses         $ 2,231      $ 3,471      $ (1,240)       (35.7) %
Depreciation and Amortization         48           84           (36)       (42.9)
Operating Loss                   $ 2,279      $ 3,555      $ (1,276)       (35.9) %


Other Operating Expenses decreased $1.2 million primarily due to decreased stock
and incentive based compensation cost as a result of the timing of expense
recognition, which can fluctuate due to changes in estimates of annual financial
performance relative to targeted amounts.
RESULTS OF OPERATIONS - YEAR TO DATE


Intersegment transactions were not material in 2021 or 2020 and amounted to less
than $0.1 million of operating revenues and operating expenses for each period.
CONSOLIDATED RESULTS
The following table summarizes consolidated operating results for the nine
months ended September 30, 2021 and 2020:
(in thousands)                                             2021               2020           $ change              % change

Operating Revenues                                 $ 863,612          $ 663,258          $ 200,354                  30.2  %
Operating Expenses                                   685,063            543,331            141,732                  26.1
Operating Income                                     178,549            119,927             58,622                  48.9
Interest Charges                                      28,601             25,353              3,248                  12.8
Nonservice Cost Components of Postretirement
Benefits                                               1,511              2,581             (1,070)                (41.5)
Other Income                                           2,095              3,733             (1,638)                (43.9)
Income Before Income Taxes                           150,532             95,726             54,806                  57.3
Income Tax Expense                                    25,380             18,543              6,837                  36.9
Net Income                                         $ 125,152          $  77,183          $  47,969                  62.1  %


Operating Revenues increased $200.4 million primarily due to higher PVC pipe
prices within our Plastics segment and increased volumes and material costs,
leading to higher sales prices, in our Manufacturing segment. Increased
transmission services and wholesale revenues within our Electric segment also
contributed to the higher operating revenues in 2021. See our segment
disclosures below for additional discussion of items impacting operating
revenues.
Operating Expenses increased $141.7 million in 2021 primarily due to increased
costs of products sold in our Plastics and Manufacturing segments due to higher
raw material costs and sales volumes. Operating expenses in our Electric segment
increased primarily from higher operating and maintenance and depreciation and
amortization expenses, in each case largely the result of our recent rate base
investments and the associated operating costs of such investments. See our
segment disclosures below for additional discussion of items impacting operating
expenses.
Interest Charges increased $3.2 million in 2021 due to a debt issuance in our
Electric segment in the third quarter of 2020, increased outstanding borrowings
under our short-term debt arrangements, both of which were largely used to
finance rate base investments in our Electric segment, and a decrease in
capitalized interest in 2021 due to the completion and placement in service of
Astoria Station in the first quarter of 2021.
Nonservice Cost Components of Postretirement Benefits decreased $1.1 million in
2021 due to a change in how prescription drug coverage is provided to retirees
and the impact of nonservice costs from a decrease in the discount rate from
2020 to 2021.
Other Income decreased $1.6 million in 2021 due to a $2.7 million decrease in
earned equity AFUDC due primarily to the completion and placement in service of
Astoria Station in the first quarter of 2021, but partially offset by increases
in the values of corporate-owned life insurance policies and other investments
in 2021 compared to 2020.
Income Tax Expense increased $6.8 million in 2021 primarily due to increased
income before income taxes. Our effective tax rate was 16.9% in 2021 and 19.4%
in 2020 with the decrease primarily driven by PTCs earned in 2021 from our
Merricourt wind farm, which was placed in service in the fourth quarter of 2020.
See   Note 8   to our consolidated financial statements included in the report
on Form 10-Q for additional information regarding factors impacting our
effective tax rate.
                                                                            

24

--------------------------------------------------------------------------------


  Table of     Contents
ELECTRIC SEGMENT RESULTS
The following table summarizes Electric segment operating results for the nine
months ended September 30, 2021 and 2020:
(in thousands)                                              2021                2020          $ change              % change

Retail Revenues                                    $  291,130          $  291,761          $   (631)                 (0.2) %
Transmission Services Revenues                         37,085              32,802             4,283                  13.1
Wholesale Revenues                                     14,711               3,141            11,570                 368.4
Other Electric Revenues                                 5,703               5,548               155                   2.8
Total Operating Revenues                              348,629             333,252            15,377                   4.6
Production Fuel                                        44,576              34,077            10,499                  30.8
Purchased Power                                        40,273              45,940            (5,667)                (12.3)
Operating and Maintenance Expenses                    114,615             106,639             7,976                   7.5
Depreciation and Amortization                          53,335              47,063             6,272                  13.3
Property Taxes                                         13,136              12,601               535                   4.2
Operating Income                                   $   82,694          $   86,932          $ (4,238)                 (4.9) %

Electric kilowatt-hour (kwh) Sales (in thousands)
Retail kwh Sales                                    3,511,730           3,538,299           (26,569)                 (0.8) %
Wholesale kwh Sales - Company Generation              358,761             156,948           201,813                 128.6
Heating Degree Days                                     3,614               3,968              (354)                 (8.9)
Cooling Degree Days                                       700                 533               167                  31.3


The operating results of our Electric segment are impacted by fluctuations in
weather conditions and the resulting demand for electricity for heating and
cooling. The following table shows heating and cooling degree days as a percent
of normal for the nine months ended September 30, 2021 and 2020.
                           2021         2020

Heating Degree Days     89.9  %      99.3  %
Cooling Degree Days    150.9  %     116.9  %


The following table summarizes the estimated effect on diluted earnings per
share of the difference in retail kwh sales under actual weather conditions and
expected retail kwh sales under normal weather conditions in 2021 and 2020, and
between years.
                                        2021 vs      2021 vs      2020 vs
                                        Normal        2020        Normal

Effect on Diluted Earnings Per Share $ 0.02 $ 0.01 $ 0.01




Retail Revenues decreased $0.6 million primarily due to the following:
•A $4.7 million decrease in fuel recovery revenues largely due to lower
purchased power costs and credits provided to retail customers from increased
margins on wholesale sales, but partially offset by increased recovery of higher
production fuel costs.
•The recognition of $2.6 million of Minnesota transmission rider revenue in the
third quarter of 2020 resulting from a favorable judicial decision regarding the
state jurisdictional treatment of federally approved transmission projects.
•A $1.6 million decrease in revenue from the combination of reduced demand from
residential and commercial and industrial customers, exclusive of the impact of
weather, net of the effect of a change in customer usage mix.
These decreases in revenue were partially offset by the following:
•A $3.6 million increase in rider revenues primarily related to the recovery of
Merricourt and Astoria Station project costs and operating expenses.
•A $3.0 million increase in new revenue from an interim rate increase in
Minnesota, net of estimated refunds, effective January 1, 2021 in connection
with our rate case filed in November 2020.
•A $2.1 million increase in revenue from transmission rider recovery, due to
increased transmission investments, and increased conservation improvement
program spending.
Transmission Services Revenues increased $4.3 million primarily due to increased
recovery of higher transmission costs and increased transmission investment as
well as increased generator interconnection revenues.
                                                                            

25

--------------------------------------------------------------------------------


  Table of     Contents
Wholesale Revenues increased $11.6 million as a result of a 128.6% increase in
wholesale sales volumes and a 104.9% increase in wholesale electric prices,
primarily driven by increased fuel costs and high market demand for wholesale
energy, which serves to drive up spot market prices for electricity.
Production Fuel costs increased $10.5 million primarily as a result of a 30.8%
increase in kwhs generated from our fuel-burning plants due to higher demand and
favorable prices for energy in wholesale markets.
Purchased Power costs to serve retail customers decreased $5.7 million mainly
due to a 26.7% decrease in the volume of purchased power as our recent capacity
additions provide additional generation resources to serve customer demand and
market conditions led to operating our existing facilities at higher capacity
factors in lieu of purchasing power at higher market prices.
Operating and Maintenance Expense increased $8.0 million, which was primarily
the result of:
•$4.0 million of Merricourt and Astoria Station operating and maintenance
expenses incurred in 2021 as these facilities are now commercially operational.
•$2.1 million of maintenance costs arising from our planned outage at Big Stone
plant, which began in the third quarter of 2021 and we expect will be completed
in the fourth quarter of the year.
•Other additional costs including a $1.6 million increase in transmission tariff
expenses, a $1.0 million increase in vegetative maintenance cost, and an
increase in conservation program expenditures.
These expense increases were partially offset by, among other items, $1.7
million of lower bad debt expense due to improving customer collections as the
economic impact of COVID-19 has eased and lower operating costs following the
closure of Hoot Lake Plant in May 2021.
Depreciation and Amortization expense increased $6.3 million primarily due to
Merricourt and Astoria Station being placed in service in the fourth quarter of
2020 and in February 2021, respectively.
MANUFACTURING SEGMENT RESULTS
The following table summarizes Manufacturing segment operating results for the
nine months ended September 30, 2021 and 2020:
(in thousands)                                             2021               2020          $ change              % change

Operating Revenues                                 $ 250,085          $ 174,276          $ 75,809                  43.5  %
Cost of Products Sold (excluding depreciation)       189,183            131,145            58,038                  44.3
Other Operating Expenses                              28,109             19,678             8,431                  42.8
Depreciation and Amortization                         11,395             11,244               151                   1.3
Operating Income                                   $  21,398          $  12,209          $  9,189                  75.3  %


Operating Revenues increased $75.8 million primarily due to higher revenues at
BTD, which was largely driven by a 15.6% increase in sales volumes and a 25.5%
increase in material costs, which are passed through to customers through
increased sales prices. The increase in material costs is largely the result of
historically high steel prices due to supply shortages as steel mill capacity
rebounds from capacity reductions in 2020. Sales volumes in 2020 were negatively
impacted by COVID-19 as customers implemented temporary plant shutdowns due to
the pandemic. Sales volumes in 2021 have rebounded as customer demand across
most end markets has been robust. An increase in horticultural product sales
volumes at T.O. Plastics in 2021, driven by increasing customer demand, as well
as increased sales prices, also contributed to increased operating revenues in
2021.
Cost of Products Sold increased $58.0 million primarily due to increased volumes
and higher material, labor and freight costs at BTD. The increase in material
cost is largely the result of high steel prices as mentioned above. Year to date
gross profit margins are consistent with the prior year as increases in labor
and freight costs and lower productivity in the third quarter of 2021 have been
offset by higher sales volumes, as higher volumes have resulted in greater
leveraging of fixed production costs. Increased sales volumes and production
activity at T.O. Plastics has also contributed to the increase in cost of
products sold in 2021. Year to date gross profit margins at T.O. Plastics
increased compared to the same period in 2020, as higher production activities
have resulted in greater leveraging of fixed production costs and sales prices
have increased, resulting from input material cost inflation.
Other Operating Expenses increased $8.4 million in 2021 compared to 2020. Other
operating expenses in 2020 were reduced by initiatives taken to reduce costs in
an effort to mitigate the impact of declining sales volumes from the effects of
COVID-19. Other operating expenses in 2021 were impacted by an increase in
incentive based compensation arising from the improvement in financial results,
and an increase in costs necessary to support the increase in business volumes.
                                                                            

26

--------------------------------------------------------------------------------


  Table of     Contents
PLASTICS SEGMENT RESULTS
The following table summarizes Plastics segment operating results for the nine
months ended September 30, 2021 and 2020:
(in thousands)                                             2021               2020         $ change            % change

Operating Revenues                                 $ 264,898          $ 155,769          $ 109,129                  70.1  %
Cost of Products Sold (excluding depreciation)       169,584            115,432             54,152                  46.9
Other Operating Expenses                              10,450              8,990              1,460                  16.2
Depreciation and Amortization                          3,200              2,667                533                  20.0
Operating Income                                   $  81,664          $  28,680          $  52,984                 184.7  %


Operating Revenues increased $109.1 million, primarily due to a 71.1% increase
in the price per pound of PVC pipe sold. As discussed above, sale prices have
rapidly increased in 2021 due to the combination of PVC resin supply
constraints, which has led to limited PVC pipe inventory, and strong demand for
PVC pipe products. Resin supply constraints has impacted our production and
sales volumes were down slightly compared to the previous year.
Cost of Products Sold increased $54.2 million primarily due to increased PVC
resin and other input costs, which increased 60.3% compared to the same period
in the previous year. Increases in labor and freight costs in 2021 also
contributed to the increase in cost of products sold.
Other Operating Expenses increased $1.5 million as a result of an increase in
variable costs associated with increased financial results in 2021.
CORPORATE COSTS
The following table summarizes Corporate operating results for the nine months
ended September 30, 2021 and 2020:
(in thousands)                        2021         2020       $ change      % change

Other Operating Expenses         $ 7,028      $ 7,638      $    (610)        (8.0) %
Depreciation and Amortization        179          256            (77)       (30.1)
Operating Loss                   $ 7,207      $ 7,894      $    (687)        (8.7) %

Other Operating Expenses decreased $0.6 million due to net decreases in corporate overhead and operating costs. REGULATORY RATE MATTERS




The following provides a summary of general rate case filings, rate rider
filings and other regulatory filings that have or are expected to have a
material impact on our operating results, financial position or cash flows.
GENERAL RATES
Minnesota Rate Case: On November 2, 2020, OTP filed a request with the MPUC for
an increase in revenue recoverable through base rates in Minnesota. In its
filing, OTP requested a net increase in annual revenue of approximately $14.5
million, or 6.77%, based on an allowed rate of return on rate base of 7.59% and
an allowed rate of return on equity of 10.20% on an equity ratio of 52.5% of
total capital. Through this proceeding, OTP has proposed changes to the
mechanism of cost recovery, with some costs moving from riders into base rates
and fuel, purchased power, and conservation program costs moving out of base
rates and into riders. The filing also included a revenue decoupling mechanism
proposal. Such mechanisms are designed to separate a utility's revenue from
changes in energy sales. The decoupling mechanism uses a tracker balance through
which authorized customer margins are subject to a true-up mechanism to maintain
or cap a given level of revenues.
On December 3, 2020, the MPUC approved an interim annual rate increase of $6.9
million, or 3.2%, effective January 1, 2021. This approval was provided after an
alternative recovery proposal was submitted by OTP, which, among other changes,
requested the extension of depreciable lives of certain wind-related assets and
deferred certain cost recovery decisions to the final rate determination. In the
aggregate, this alternative recovery proposal reduced operating costs and
delayed recovery of certain other costs by approximately $7.0 million to lessen
the interim rate impact on customers.
In a filing submitted to the MPUC on April 30, 2021, OTP lowered its requested
net annual revenue increase from its initial request of $14.5 million to
$8.2 million, primarily due to a reduction in operating costs from amounts
included in its November 2020 filing. The cost reductions include, among other
items, lower depreciation expense on our wind generation assets due to the
extension of depreciable lives from 25 to 35 years and a reduction in
postretirement benefit costs.
On September 20, 2021, the Administrative Law Judge assigned to our rate case
issued his recommendations to the MPUC, and the MPUC is expected to hold
deliberations in early November with a written order expected to be issued by
the end of January 2022. We anticipate final rates will be implemented by
mid-2022.
                                                                            

27

--------------------------------------------------------------------------------


  Table of     Contents
RATE RIDERS
The following table includes a summary of pending and recently concluded rate
rider proceedings:
     Recovery                                                       Filing              Amount              Effective
     Mechanism             Jurisdiction           Status             Date            (in millions)             Date                            Notes

RRR       2019                  MN             Approved             06/21/19       $         12.5              01/01/20       Includes return on Merricourt
                                                                                                                              construction costs.
TCR       2018                  MN             Approved             05/07/20                 10.3              01/21/20       See below for additional details.
                                                                                                                              Includes recovery of new infrastructure
EUIC      2021                  MN             Requested            06/07/21                  1.3              01/01/22       costs, including advanced metering,
                                                                                                                              outage management and demand response
                                                                                                                              systems.
RRR       2021                  ND             Approved             03/07/21                    11.8           04/01/21       Includes return on Merricourt
                                                                                                                              construction costs.
GCR       2020                  ND             Approved             06/10/20                  6.2              07/01/20       Includes return on Astoria Station
                                                                                                                              construction costs.
TCR       2022                  ND             Requested            09/15/21                  6.1              01/01/22       Includes recovery of three new
                                                                                                                              transmission projects/programs.
RRR       2020                  ND             Approved             03/18/20                  5.8              04/01/20       Includes return on Merricourt
                                                                                                                              construction costs.
TCR       2020                  ND             Approved             08/31/20                  5.6              01/21/20       Includes recovery of new transmission
                                                                                                                              assets.
TCR       2021                  ND             Approved             11/18/20                     5.6           01/01/21       Includes recovery of eight new
                                                                                                                              transmission projects.
                                                                                                                              Includes recovery of Astoria Station,
GCR       2021                  ND             Approved             03/01/21                     5.2           07/01/21       net of

anticipated savings associated


                                                                                                                              with the retirement of Hoot Lake Plant.
TCR       2020                  SD             Approved             01/29/20                     2.3           03/02/20       Annual update to transmission cost
                                                                                                                              recovery rider.
TCR       2021                  SD             Approved             02/19/21                     2.2           03/01/21       Includes recovery of two new
                                                                                                                              transmission projects.
PIR       2020                  SD             Approved             05/31/20                     1.6           09/01/20       Includes return on Merricourt and
                                                                                                                              Astoria Station construction costs.


Minnesota TCR. On May 1, 2017, the MPUC ordered OTP to include in the TCR rider
retail rate base the Minnesota jurisdictional share of OTP's investments in
certain transmission assets and all revenues received from other utilities under
MISO's tariffed rates as a credit in its TCR revenue requirement calculations.
The order had the effect of diverting interstate wholesale revenues that have
been approved by the FERC to offset the FERC-approved expenses, effectively
reducing OTP's recovery of FERC-approved expense levels.
On August 18, 2017, OTP filed an appeal of the MPUC order with the Minnesota
Court of Appeals to contest the portion of the order requiring OTP to
jurisdictionally allocate costs of the FERC transmission projects in the TCR
rider. On June 11, 2018, the Minnesota Court of Appeals reversed the MPUC's
order. On July 11, 2018, the MPUC filed a petition for review of the decision to
the Minnesota Supreme Court, which granted review of the appellate court
decision. The Minnesota Supreme Court issued its opinion on April 22, 2020,
concluding the MPUC lacked authority to amend an existing TCR rider approved
under Minnesota state law to include the costs and revenues associated with
these transmission projects and affirming the decision of the Minnesota Court of
Appeals.
On October 22, 2020, the MPUC approved OTP's request for a Minnesota TCR rider
update with the exclusion of these transmission projects. In addition, the MPUC
approved the inclusion of three new projects previously requested in the
Minnesota TCR rider eligibility petition. Updated rates went into effect in
January 2021. With this decision, one-half of the projected TCR rider tracker
balance at December 2020 of $13.4 million will be included in the 2021 TCR rider
annual revenue requirement, with the remainder included in the next annual
update. The annual updates provide for recovery of approximately $2.6 million in
MISO revenues credits to Minnesota customers through the TCR rider prior to
September 30, 2020. As a result, OTP recognized additional rider revenue of $2.6
million during the third quarter of 2020.
INTEGRATED RESOURCE PLAN
Minnesota law requires utilities to submit to the MPUC for approval a 15-year
advance IRP. A resource plan is a set of resource options a utility could use to
meet the service needs of its customers over a forecast period, including an
explanation of the utility's supply and demand circumstances, and the extent to
which each resource option would be used to meet those service needs. Typically,
the filings are submitted every two years.
On September 1, 2021, OTP filed its 2022 IRP concurrently with regulators in the
three states where OTP operates, Minnesota, North Dakota and South Dakota. The
2022 IRP includes OTP's preferred plan for meeting customers' anticipated
capacity and energy needs while maintaining system reliability and low electric
service rates.
The components of OTP's preferred plan include:
-the addition of dual fuel capability at our Astoria Station natural gas plant,
allowing for the plant to burn fuel oil in addition to natural gas;
-the addition of 150 megawatts of solar generation in 2025;
-the addition of 100 megawatts of wind generation in 2027;
-the commencement of the process of withdrawing from our 35 percent ownership
interest in Coyote Station, a jointly owned, coal-fired generation plant, by
December 31, 2028; and
-the addition of 50 megawatts of solar generation in 2033.
The 2022 IRP requests approval for certain activities planned to commence within
the next five years, which include the addition of dual fuel capacity at our
Astoria Station natural gas plant, the addition of 150 megawatts of solar
generation, and the withdrawal from our ownership interest in Coyote Station.
                                                                            

28

--------------------------------------------------------------------------------


  Table of     Contents
The preferred plan proposes to, subject to regulatory approval, create a
regulatory asset as a vehicle to recover costs related to the future withdrawal
from Coyote Station, including the net book value of the plant on the withdrawal
date, anticipated decommissioning costs, and any costs incurred if a termination
of the existing lignite sales agreement under which Coyote Station acquires all
of its lignite coal fuel from a nearby mine is necessary. For its economic
analysis, OTP developed an estimate of the reasonably foreseeable costs of
withdrawing from Coyote Station at the end of 2028 of $68.5 million. These costs
may differ from actual results due to the uncertainty and timing of future
events associated with the terms and conditions of a withdrawal.
LIQUIDITY


LIQUIDITY OVERVIEW
We believe our financial condition is strong and our cash, other liquid assets,
operating cash flows, existing lines of credit, access to capital markets, and
borrowing ability because of investment-grade credit ratings, when taken
together, provide us ample liquidity to conduct our business operations and fund
our capital expenditure plans. Our liquidity, including our operating cash flows
and access to capital markets, can be impacted by macroeconomic factors outside
of our control, such as those which may be caused by COVID-19. In addition, our
liquidity could be impacted by non-compliance with covenants under our various
debt instruments. As of September 30, 2021, we were in compliance with all debt
covenants (see the Financial Covenants section under Capital Resources below).
The following table presents the status of our lines of credit as of
September 30, 2021 and December 31, 2020:
                                                                                      2021                                     2020
                                                                       Amount            Letters              Amount              Amount
(in thousands)                              Line Limit            Outstanding          of Credit           Available           Available


OTC Credit Agreement                     $  170,000          $      36,624          $       -          $  133,376          $  104,834
OTP Credit Agreement                        170,000                 61,233             13,159              95,608             140,068
Total                                    $  340,000          $      97,857          $  13,159          $  228,984          $  244,902


We have an internal risk tolerance metric to maintain a minimum of $50 million
of liquidity under the OTC Credit Agreement. Should additional liquidity be
needed, this agreement includes an accordion feature allowing us to increase the
amount available to $290 million, subject to certain terms and conditions. The
OTP Credit Agreement also includes an accordion feature allowing OTP to increase
that facility to $250 million, subject to certain terms and conditions.
CASH FLOWS
The following is a discussion of our cash flows for the nine months ended
September 30, 2021 and 2020:
(in thousands)                                      2021           2020

Net Cash Provided by Operating Activities $ 154,752 $ 141,276




Net Cash Provided by Operating Activities increased $13.5 million for the nine
months ended September 30, 2021 compared to the nine months ended September 30,
2020. The increase in cash provided by operating activities was the result of
increased earnings during the year, which was partially offset by increased
working capital needs. Our level of working capital increased year over year,
and was impacted by increased accounts receivables within our Manufacturing and
Plastics segments, due to strong sales volumes and significantly increased sales
prices in 2021, and higher inventory levels within our Manufacturing segment due
to higher production volumes and increased material costs in 2021, but partially
offset by increased accounts payable due to higher production volumes and
increased costs in our Manufacturing and Plastics segments in 2021. We made a
discretionary contribution to our pension plan of $10.0 million in the nine
months ended September 30, 2021 compared to a contribution of $11.2 million in
2020.
(in thousands)                                   2021           2020

Net Cash Used in Investing Activities $ 117,084 $ 222,385

Net Cash Used in Investing Activities decreased $105.3 million for the nine
months ended September 30, 2021 compared to the nine months ended September 30,
2020. The decrease is primarily the result of lower capital investment within
our Electric segment as capital spending on our large generation assets,
Merricourt and Astoria Station, occurred throughout 2020 and was largely
completed by the fourth quarter of 2020.
                                                                            

29

--------------------------------------------------------------------------------


  Table of     Contents
(in thousands)                                               2021           

2020

Net Cash (Used in) Provided by Financing Activities $ (37,559) $ 104,814

Net Cash (Used in) Provided by Financing Activities decreased $142.4 million for
the nine months ended September 30, 2021 compared to the nine months ended
September 30, 2020, primarily as a result of a decrease in financing needs given
the lower level of capital spending in our Electric segment in 2021 compared to
2020. Financing activities in the nine months ended September 30, 2021 included
a net borrowing increase of $16.9 million under our line of credit facilities
and dividend payments of $48.6 million ($1.17 per share).
Financing activities in the nine months ended September 30, 2020 included
proceeds of $75.0 million from the issuance of long-term debt, a net borrowing
increase of $42.6 million under our line of credit facilities and $34.8 million
in proceeds raised from the issuance of common stock, net of issuance costs. We
paid dividends of $45.1 million ($1.11 per share) in the nine months ended
September 30, 2020.
CAPITAL REQUIREMENTS


CAPITAL EXPENDITURES
We have a capital expenditure program for expanding, upgrading and improving our
plants and operating equipment. Typical uses of cash for capital expenditures
are investments in electric generation facilities and environmental upgrades,
transmission and distribution lines, manufacturing facilities and upgrades,
equipment used in the manufacturing process, and computer hardware and
information systems. Our capital expenditure program is subject to review and
regulatory approval and is revised in light of changes in demands for energy,
technology, environmental laws, regulatory changes, business expansion
opportunities, the costs of labor, materials and equipment and our financial
condition.
Our 2022 IRP, filed with the MPUC on September 1, 2021, outlined our preferred
plan for meeting our electric customers' anticipated energy needs while
maintaining system reliability, which included significant planned additions and
enhancements to our electric fleet of assets. The following provides a summary
of the actual capital expenditures for the year ended December 31, 2020, and the
anticipated capital expenditures for the period 2021 through 2026, for our
Electric segment, inclusive of the additions outlined in our 2022 IRP, and our
non-electric businesses:
                                                                                                                                                                                 Total
(in millions)                             2020                2021(1)                   2022             2023             2024             2025             2026           2022 - 2026

Electric Segment:
Renewables and Natural Gas
Generation                                                      23                     30               80               92               92              160                   454
Technology and
Infrastructure                                                   2                     26               30               18                -                -                    74
Distribution Plant
Replacements                                                    31                     37               35               35               35               33                   175
Transmission (includes
replacements)                                                   27                     26               28               24               20               27                   125
Other                                                           34                     30               29               32               36               23                   150
Total Electric Segment              $   357                $   117                $   149          $   202          $   201          $   183          $   243          $        978
Manufacturing and Plastics
Segments                                 15                     36                     33               46               31               21               22                   153
Total Capital Expenditures          $   372                $   153

$ 182 $ 248 $ 232 $ 204 $

265 $ 1,131



Total Electric Utility
Average Rate Base                   $ 1,385                $ 1,570

$ 1,630 $ 1,750 $ 1,860 $ 1,980 $ 2,100 Annual Rate Base Growth

                                       13.4  %                 3.8  %           7.4  %           6.3  %           6.5  %         

6.1 % (1) Includes actual results for the nine months ended September 30, 2021, and anticipated capital expenditures for the fourth quarter of 2021.




CONTRACTUAL OBLIGATIONS
Our contractual obligations primarily include principal and interest payments
due under our outstanding debt obligations, commitments to acquire coal, energy
and capacity commitments, payments to meet our postretirement benefit
obligations, and payment obligations under land easement and leasing
arrangements. Our contractual obligations as of December 31, 2020 are included
in Item 7, Management's Discussion and Analysis of Financial Condition and
Results of Operations, of our Annual Report on   Form 10-K   for the year ended
December 31, 2020. There were no material changes in our contractual obligations
outside of the ordinary course of our business during the nine months ended
September 30, 2021.
COMMON STOCK DIVIDENDS
We paid dividends to our common stockholders totaling $48.6 million, or $1.17
per share, in the first nine months of 2021. The determination of the amount of
future cash dividends to be paid will depend on, among other things, our
financial condition, improvement in earnings per share, cash flows from
operations, the level of our capital expenditures and our future business
prospects. As a result of certain statutory limitations or regulatory or
financing agreements, restrictions could occur on the amount of distributions
allowed to be made by our subsidiaries. See   Note 10   to our consolidated
financial statements included in this Quarterly Report on Form 10-Q for
additional information. The decision to declare a dividend is reviewed quarterly
by our Board of Directors.
                                                                            

30

--------------------------------------------------------------------------------


  Table of     Contents
CAPITAL RESOURCES


Financial flexibility is provided by operating cash flows, unused lines of
credit, and access to capital markets, which is aided by strong financial
coverages and investment grade credit ratings. Equity or debt financing will be
required in the period 2021 through 2025 to support our capital investments,
primarily within our Electric segment to fund construction of new rate base and
transmission investments. In addition, we may issue equity or debt financing to
opportunistically reduce borrowings under our lines of credit, to satisfy or
early retire our outstanding long-term debt, or to finance potential acquisition
opportunities or for other corporate purposes.
REGISTRATION STATEMENTS
On May 3, 2021, we filed two registration statements with the SEC. The first
statement, a shelf registration, allows us to offer for sale, from time to time,
either separately or together in any combination, equity, debt or other
securities described in the registration statement. The second registration
statement allows for the issuance of up to 1,500,000 common shares under our
Automatic Dividend Reinvestment and Share Purchase Plan, which provides our
common shareholders, retail customers of OTP and other interested investors a
method of purchasing our common shares by reinvesting their dividends and/or
making optional cash investments. Shares purchased under the plan may be new
issue common shares or common shares purchased on the open market. Both
registration statements expire in May 2024.
SHORT-TERM DEBT
Otter Tail Corporation and Otter Tail Power Company are each party to a credit
agreement (the OTC Credit Agreement and OTP Credit Agreement, respectively)
which each provide for unsecured revolving lines of credit. On September 30,
2021, Otter Tail Corporation entered into a Fourth Amended and Restated Credit
Agreement and Otter Tail Power Company entered into a Third Amended and Restated
Credit Agreement, amending and restating the previously existing credit
agreements to extend the maturity date of each agreement to September 30, 2026.
The borrowing capacity and other significant terms of the agreements remained
unchanged from the previous credit agreements. The following is a summary of key
provisions and borrowing information as of, and for the nine months ended,
September 30, 2021:
                                                                        OTC Credit             OTP Credit
(in thousands, except interest rates)                                    Agreement              Agreement

Borrowing Limit                                                 $     170,000            $    170,000
Borrowing Limit if Accordion Exercised1                               290,000                 250,000

Amount Restricted Due to Outstanding Letters of Credit as of September 30, 2021

                                                          -                  13,159
Amount Outstanding as of September 30, 2021                            36,624                  61,233

Average Amount Outstanding During the Nine Months Ended September 30, 2021

                                                     58,703                  51,911

Maximum Amount Outstanding During the Nine Months Ended September 30, 2021

                                                     79,718                  72,471
Interest Rate as of September 30, 2021                                   1.59    %               1.33   %
                                                                                            September 30,
Maturity Date                                                   September 30, 2026                   2026

1Each facility includes an accordion featuring allowing the borrower to increase the borrowing limit if certain terms and conditions are met.




LONG-TERM DEBT
At September 30, 2021, we had $767.0 million of principal outstanding under
long-term debt arrangements. These instruments generally provide for unsecured
borrowings at fixed rates of interest with maturities ranging from 2021 to 2050.
On June 10, 2021, OTP entered into a Note Purchase Agreement pursuant to which
OTP agreed to issue, in a private placement transaction, $230 million aggregate
principal amount of senior unsecured notes. The funding of the notes will occur
in two issuances, $140 million in November 2021 and $90 million in May 2022. The
issuance of the notes is subject to the satisfaction of certain customary
conditions to closing. We intend to use the proceeds of the notes to refinance
existing long-term indebtedness, including long-term debt instruments with
outstanding principal balances of $140 million and $30 million, which mature in
December 2021 and August 2022, respectively, and for general corporate purposes.
  Note 6   to our consolidated financial statements included in this Quarterly
Report on Form 10-Q includes additional information regarding these short-term
and long-term debt instruments.
Financial Covenants
Certain of our short- and long-debt agreements require Otter Tail Corporation
and OTP to maintain certain financial covenants. As of September 30, 2021, we
were in compliance with these financial covenants as further described below:
Otter Tail Corporation under its financial covenants, may not permit its ratio
of interest-bearing debt to total capitalization to exceed 0.60 to 1.00, may not
permit its interest and dividend coverage ratio to be less than 1.50 to 1.00,
and may not permit its priority indebtedness to exceed 10% of our total
capitalization. As of September 30, 2021, our interest-bearing debt to total
capitalization was 0.47 to 1.00, our interest and dividend coverage ratio was
5.73 to 1.00, and we had no priority indebtedness outstanding.
OTP under its financial covenants, may not permit its ratio of debt to total
capitalization to exceed 0.60 to 1.00, may not permit its interest and dividend
coverage ratio to be less than 1.50 to 1.00, and may not permit its priority
debt to exceed 20% of its total capitalization. As of September 30, 2021, OTP's
interest-bearing debt to total capitalization was 0.47 to 1.00, its interest and
dividend coverage ratio was 3.16 to 1.00, and OTP had no priority indebtedness
outstanding.
                                                                            

31

--------------------------------------------------------------------------------


  Table of     Contents
OFF-BALANCE-SHEET ARRANGEMENTS


As of September 30, 2021 we have outstanding letters of credit totaling $16.9
million, a portion of which reduces our borrowing capacity under our lines of
credit. No outstanding letters of credit are reflected in outstanding short-term
debt on our consolidated balance sheets. We do not have any other
off-balance-sheet arrangements or any relationships with unconsolidated entities
or financial partnerships. These entities are often referred to as structured
finance special purpose entities or variable interest entities, which are
established for the purpose of facilitating off-balance-sheet arrangements or
for other contractually narrow or limited purposes. We are not exposed to any
financing, liquidity, market or credit risk that could arise if we had such
relationships.
CRITICAL ACCOUNTING POLICIES INVOLVING SIGNIFICANT ESTIMATES


The discussion and analysis of our results of operations are based on financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America. Certain of our accounting policies require
management to make estimates and judgments that affect the reported amounts of
assets, liabilities, revenues and expenses, and related disclosure of contingent
assets and liabilities in the preparation of our consolidated financial
statements. We have disclosed in our Annual Report on   Form 10-K   for the year
ended December 31, 2020 the critical accounting policies that affect our most
significant estimates and assumptions used in preparing our consolidated
financial statements. There have been no material changes to our critical
accounting policies and estimates from those disclosed in the most recent Annual
Report on Form 10-K.

© Edgar Online, source Glimpses